Washington State Hospital Association

“There are four classes of membership: type i includes acute care and psychiatric hospitals, type ii includes state hospitals, type iii includes organizations interested in the objective of the association and not eligible for membership in other categories and type iv includes hospitals operated by the federal government. Representatives of type i and type ii members are eligible to vote in the assembly and serve on the board of directors.”

“The organization has members with the power to elect members of the governing body. Representatives of type i and type ii members meet in assembly, each member with one vote, and the assembly elects the directors and officers of the association.”

“The assembly (type 1 and type ii members) shall elect the directors and officers of the association as provided in these bylaws. The assembly shall have the authority to approve or disapprove such recommendations, reports, actions, or resolutions as may be placed before it by the board of directors. Further, the assembly shall have authority to make proposals and recommendations to the board of directors. By a two-thirds vote of those present and eligible to vote, a quorum being present, the assembly shall have the authority to remand to the board of directors for reconsideration any action taken previously by the board. Following any reconsideration or revision by the board of directors, the final decision of the board of directors shall stand.”

“The form 990 is reviewed by the senior director of finance, chief financial officer, evp/general counsel and the president & ceo. A copy is sent to the finance, audit and compliance committee and governing board before filing.”

“A conflict of interest disclosure questionnaire is completed annually by officers, directors, and key employees. Completed questionnaires are reviewed by legal counsel, and actual or potential conflicts are disclosed to the board.”

“Pursuant to a charter approved by the board, the washington state hospital association maintains a compensation committee comprised of the chair, past chair, chair elect and secretary-treasurer. Using a board-approved compensation philosophy, the committee oversees the compensation setting process for the president & ceo and identified executives. The committee conducts its work with the assistance of a compensation consulting firm which specializes in non-profit and health care organizations. The principal objective of the executive compensation program is to facilitate the washington state hospital association to attract, motivate and retain the highly skilled executive talent needed to carry out its mission and strategic objectives through the establishment of salaries, benefits, and variable pay opportunities that are reasonable, compare favorably with those for similar positions in similarly situated organizations, and reward achievement of organizational and individual objectives. Washington state hospital association uses established market comparative groups to determine comparable levels of compensation for the president and ceo and, to the extent such data is available and appropriately matched, other executives subject to the purview of the compensation committee.”

“Copies of organizational documents are available by written request.”

“Volunteers served on the board of directors as both voting and nonvoting board members. Additionally, the organization has multiple volunteer committees.”

“Consultants 1,433,469. Contracts 54,553. Other professional fees 172,915. Communications 37,125.”

“Investment in subsidiary -348,133. Loss on employee retention tax credit -495,207. Refund of rental income after lease termination -4,000.”